Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) May 31, 2008
A.C. Moore Arts & Crafts, Inc.
(Exact name of registrant as specified in its charter)
Pennsylvania   000-23157   22-3527763
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)
130 A.C. Moore Drive, Berlin, NJ   08009
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (856) 768-4930
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 1.01   Entry into a Material Definitive Agreement.
     Effective May 31, 2008, the Company and its subsidiaries entered into with Wachovia Bank, National Association (“Wachovia”), the lender on the Company’s mortgages on its corporate offices and distribution center and its line of credit, an Amended and Restated Loan Agreement, an Amended and Restated Promissory Note and an Amendment to Loan Documents (collectively, the “Amendments”). Pursuant to the Amendments, the term of the line of credit was extended to May 30, 2009 and the aggregate amount of the line of credit was reduced from $35.0 million to $30.0 million. In addition, the limit for issuance of letters of credit under the line of credit was increased from $7.5 million to $12.5 million. In January 2008, a $6.45 million letter of credit was issued under the line. As of the date of this Report, there is no outstanding principal balance under the line.



     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 4, 2008  By:   /s/ Amy Rhoades    
    Name:   Amy Rhoades   
    Title:   Vice President and General Counsel